Something is Rotten in Erebor
by macgyvegirl
Summary: AU: Smaug was killed when he attacked Erebor. The line of Durin reigns under the Mountain, with Thrain as the king. But "something is rotten in the state of Erebor" as a power, as destructive and dangerous as any dragon, grows. Each Durin faces tough decisions. Is family and the bonds that tie stronger than evil and power? Set roughly the same time as the Hobbit.
1. Chapter 1

Prologue

"A gold-sickened beast shall ravage Erebor, destroying families and burning all that's good in its path," Groin warned, "The portents foretell doom!"

"The prophecy speaks of a dragon!" Thrain exclaimed.

Thror King-Under-the-Mountain nodded his assent. "Construct a black lance for each parapet. Construct seven black arrows for each lance. Keep a watchful eye."

The first thing they heard was the sound of a hurricane coming down from the north…

Smaug laid waste to Dale, burning all in his path. But the dwarves were ready. Twenty-one arrows were let lose on the dragon. Smaug the Terrible lay dead.

"A gold-sickened beast shall ravage Erebor, destroying families and burning all that's good in its path," Groin warned. No one listened. The dragon, after all, had been destroyed.

Chapter 1

**Many years later**...

"…and what if the Dwarves of Erebor cheat us like they did the elves of Mirkwood?" the human huffed crossing his arms.

"That accusation is unfounded. However, it is in both Erebor's and Dale's best interest to increase trade," Dis responded evenly. Her dark hair and beard were intricately braided, however, a few unruly strands always found their way out to hang in her face. She tried to ignore them, but four days of endless quarrelling and wrangling was wearing her thin. "If you do not want to trade with us, please just say so and we can end these talks. This deal is fair for all parties involved. We can do no better. Sign it or leave it." Unknowingly, the formidable princess began twirling one of her beard braids.

The human considered it for several moments, then looking over at his colleagues he picked up the quill and signed. "I warn you, do not cross us." With that the Dale delegation rose and exited.

Dis sighed and began gathering her parchments, as the scribes recorded the treaty.

"Nicely done."

Dis smiled up at her brother Thorin. "That took far too long," She complained loading up her documents. "There is too little trust among the races. "

"They fear our power and envy our wealth," Thorin replied taking his sister's load.

Dis glanced around, then lowering her voice, "You know that's not all…"

"Not here," Thorin hushed.

Dis nodded. "Let us go. I am eager to see my boys. How I have missed them."

"Not really boys any longer," Thorin argued.

"They'll always be my boys," Dis argued, "Whether they're eighty or a hundred an eighty. Oh, Mahal!"

Thorin turned to see the cause of Dis's curse. Thrain, King under the Mountain, strode down the hall, with his royal guard in tow. "There she is!" Thrain boomed. "A job well done, Princess. Those men of Dale are no match for your wit and intellect, I imagine you had them eating out of the palm of your hand."

"It wasn't that easy," Dis sighed, forcing a smile.

Thrain placed his arms around his children, "Ah, but tonight we celebrate—a royal dinner with the three of us, Frerin, and a few close friends and advisers."

Dis bit her lip, "I have other plans tonight, Father. I haven't seen my sons in four days."

Thrain dropped his hand from Dis' shoulders, turning on his son, "What about you, Thorin? Do you have plans with the brats, as well, or will you join your father and king at his table?" Thorin glanced from his father to his sister. "I see." Thrain dropped his other arm. "I see, indeed. You would rather spend time with bastards than with your king." Thrain turned to leave.

"They're legitimate!" Dis yelled at the back of his head.

Thrain turned, "You never had my permission to marry that toymaker from the Blue Mountains. You did what you wanted. Now he's dead and you're stuck with a blond and a half-elf." Thrain stormed away.

Thorin held his sister. "It's all right."

"No, it's not," she sobbed. "He's never going to accept them is he? Fili should have been declared an heir on his fiftieth…" Dis took a deep breath, blowing it out, she smiled. "I'm fine. Let us go and find my bedlamites."

* * *

At the desk in their living chambers, Fili poured over a book, letting his hair and braids fall forward over his face. He was angry. Kili was in their bedroom, probably examining his face in the mirror.

"It still doesn't look too bad," Kili shouted.

Fili snorted. "It probably makes your beard look thicker," he hollered back.

"You think?!" Kili exclaimed, popping his head out of the room, letting Fili examine his face.

Fili sighed, looking up. "No." Kili had almost cheered him up, but seeing Kili's bruise renewed Fili's anger. Kili's face fell. "You do know what you did was dumb, right?" Fili asked.

"I didn't do anything wrong," Kili defended. "I am sorry you got smacked, as well."

Fili covered his bruised cheek that matched his brother's. "Doesn't matter," Fili mumbled, turning back to his book.

"You do know what holiday means, don't you, Nadad?" Kili complained.

Fili rolled his eyes. "Yes, Nadith, I do." Their tutors hadn't shown up now for four days. Kili figured it was because they were on some kind of holiday. Fili knew better, but hadn't wanted to spoil Kili's fun. That was until Kili's fun went too far.

That morning Kili had become completely bored of their small quarters, which consisted of a small bedroom, a living chamber, and a very small dining hall. The quarters were a part of the Royal Palace located at the pinnacle of Erebor; chambers that had originally been for visiting minor dignitaries. Fili had done his best to entertain his brother, having made two excursions out of the Royal Palace and into the heart of Erebor itself. Kili thrived on such excursions. Fili hated them; dwarrows and dwarrowdams stared and pointed at them wherever the brothers went. Kili was either oblivious or immune.

On their last excursion Fili had taken to wearing a hood, covering his blond hair. He had been pleased with the results. No one had seemed to take much notice of the two young dwarves. That was until a guard had yanked his hood off and spun him around.

"What ill business does a Straw Head have sneaking around?" The guard had demanded.

Kili had run up beside his brother, "Let go of him! He's Fili son of…Oi!"

Fili had kicked his brother hard in his shin. (He had apologized later). "Nothing," Fili had replied, "I just don't like people staring."

"They're not staring. They're keeping their eye on you and for good reason, boy," with that the guard had flung Fili down. "Keep that hood off."

After that, Fili had tried his best to keep Kili entertained in their quarters. Kili, however, could not be contained. Not long after breakfast, Kili had run out their door and down the hall, grabbing an old golden chalice from a dusty alcove.

"Kili!" Fili had yelled sprinting after his brother, "Wait!" Turn after turn, they raced down the Royal Hallways. The further they had run, the more frantic Fili had become. Kili couldn't be completely clueless, could he? Unable to keep up with his tall, lanky brother, Fili had finally stopped running, hoping Kili wouldn't be content racing himself. "Kili!" he yelled.

Kili had spun around and stopped. Smiling his cheekiest smile—which was saying a lot—Kili had begun juggling the chalice.

"Come here, Nadith," Fili had coaxed, raising his hand towards Kili, as a calming jester. "Just give me the chalice."

"What! This old thing," Kili had laughed, "No one is going to miss it! It's been collecting dust since before we were born."

"Kili…" Fili had pleaded, his eyes widening with horror as their grandfather Thrain appeared around the corner.

Kili had laughed again, spinning on his heels and toppling right over the King under the Mountain. As soon as Thrain gained his feet he had backhanded Fili, who had helped his brother to his feet. Then he backhanded Kili, as well. Without saying another word, the King had stormed off.

* * *

Fili was pulled from his reminiscence, as Kili tilted Fili's face up. "Wow! Mine doesn't look that bad does it?"

Fili pulled way and smacked Kili's hand playfully, "No, your face has always looked worse."

"Aw, they don't call me half-elf for nothing, you know," Kili sighed. Fili stared at his brother, horrified. "I'm only joking!" Kili protested.

"Don't. Not about that," Fili pleaded.

They were interrupted by a knock at the door. Kili raised an eyebrow at Fili before going over to the door. He unfastened it to reveal his Mum and Uncle Thorin.


	2. Chapter 2

Chapter 2

Thorin stepped into his nephews' quarters. The main chamber was a cozy sitting room with a roaring fire. Tapestries of past dwarven princes hung along the walls. Twin swords hung above the mantle, while a bow lay across an end table with a quiver balanced next to it. The boys' bedroom was off the side wall with a small washroom attached. A door, next to the main entrance, led to a small dining hall.

Thorin enjoyed the silence and serenity of his nephews' quarters—well relatively speaking, as Kili was neither quiet nor calm. But at least there were no VIP intruders or unending couriers coming and going.

Dis immediately drew Kili into a hug. Fili stood smiling and bowed his head to Thorin, before Dis and Kili dragged him into their hug. "Mum!" Fili protested.

Thorin covered his smile as Dis answered, "'Mum,' nothing. I haven't seen you in four days. I have a right to hug my sons, no matter how old they get."

Unlike Dis and Kili, Thorin could relate to Fili's awkwardness towards physical affection. "Are you going to invite us to dinner or should we beg like commoners?" Thorin pressed.

Fili and Kili both stared. "You can stay for dinner?" Kili asked incredulously.

"Would you like to stay for dinner?" Fili, although equally surprised, amended. "I'd love to!" a voice boomed from the door.

"Frerin!" Kili cried, rushing to hug his fiery red-haired uncle. "I didn't know you were in Erebor! "

"I got in not too long ago," Frerin smiled, "Although I had another invitation, I decided if my siblings can defy the King, why can't I?" Thorin groaned inwardly at Frerin's lack of tact.

Fili gawked at his mother and Thorin in shock, as he stumbled, "Well, no….I mean…if you need to be…um…somewhere else…we understand."

Kili, in turn, looked at Fili incredulously. But Frerin slapped Kili on the back, "Not when I have a chance to spend time with my favorite half-elf and Straw Head!"

"Frerin!" Dis scolded.

Frerin raised his hands, "You know I'm kidding!" Whispering to Kili, he continued "Mahal! I think it's time to lighten up! Make sure they serve something strong with dinner." Kili chuckled.

"What did he say," Dis asked.

"Nothing!" Frerin and Kili piped together.

The family sat in the small dining room hall. Dis dismissed the footman, "Let's keep this an informal family affair." Turning to her sons, "Now tell me what you boys have been up to."

Kili pounced and began talking a hundred words a minutes, describing some adventures they had supposedly had. Fili didn't recognize most of it. Not to say Kili was a liar, he just saw things very differently than his older brother.

Realizing it had gone quiet, Fili looked up to see everyone watching him expectantly. "I'm sorry…what did you say?"

Kili rolled his eyes, as Dis smiled, repeating her question, "How are your lessons going?"

Fili dropped his fork. Clambering to retrieve it, Fili glanced at his uncles and back to his mother. Then he glanced at Kili, who simply shrugged. "Oh…um…" What did he tell them? He had figured they had known. If he told them his and Kili's tutors had quite coming what, then? They'd be disappointed. Fili feared constantly that whatever it was that his great-grandfather and now his grandfather had seen in him—or rather what they saw he lacked—would one day become clear to his mother and uncles. On that day, they would reject him, too. He looked at his brother, silently pleading Kili for help.

Kili snorted, his brother could be so dramatic sometimes, "What my brother is trying to say is that we've been on holiday!"

"What!?" three heads spun towards Kili.

"Well that's what we figured. I mean none of our tutors have come all week, have they?" Kili pointed out.

"None of your tutors have come all week?" Dis inquired looking directly at her eldest. Fili nodded miserably.

"You mean you didn't know we were on holiday?" Kili asked irritated. "We could have had a real holiday—a few days in Dale or a hunting trip. I can't believe it! We've wasted three whole days! I think we should be allowed…"

"Kili." Thorin sighed. If the tutors weren't coming it was because Thrain had ordered them not to come. Thorin watched Dis as she twirled one of her beard braids. He nearly smiled. She never believed him when he warned her about it. It was her calling card.

Thorin caught Fili's eye. Fili knew! Fili bowed his head. Of course, Fili would know, he chastised himself. Fili had been in limbo since his fiftieth, ever since Thrain had refused to declare Fili an heir. Thorin was determined to rectify the situation, as soon as the reign was his. He had always considered Fili second-in-line for the throne—Frerin having rescinded his claim in lieu of a military career.

A knock at the door interrupted Thorin's thoughts. "Come in!" he ordered. He groaned as a courier entered.

"My Liege," he bowed, handing Thorin a note and taking his leave.

Thorin unrolled the note and groaned once more, "The presence of Thorin, Crown Prince of Erebor, son of Thrain King under the Mountain, and Frerin, Commander of the Axe Wielders, son of Thrain King under the Mountain, and Dis, Princess of the Longbeards, daughter of Thrain King under the Mountain is expected at the table of Thrain King under the Mountain tomorrow evening." Thorin read the note aloud.

Frerin snickered, "Are our titles really necessary?"

"Oi!" Kili exclaimed, "Scribes need jobs, too." Frerin hooted.

"Well my boy," Frerin chuckled, "In the army we have runners, not scribes, or else the battle would be lost while the proper introductions were read." Kili and Frerin laughed louder.

"I really wanted to spend some time with my boys," Dis pouted.

Fili perked up, "Will you be coming by tomorrow?"

"I was thinking," she began, "Since you boys are on 'holiday,' why don't we go for a ride tomorrow?"

"Yes!" The boys exclaimed in unison.

"I'll be around," Frerin added. "Besides there are some tricks I've been wanting to teach Kili."

Thorin mentally examined his schedule. Balin could handle his meeting with the miner's guild. There was also the opening of the new forge and Dain would take great offense if Thorin wasn't there to greet him and his envoy from the Iron Hills. Thorin furrowed his brow, sighing, "I'm afraid I could only join you for part of the morning if I did come."

"Better than not at all," Kili prompted.

Fili looked so hopeful, how could he refuse? "Very well, count me in for an hour or two."


	3. Chapter 3

Chapter 3

The next morning five Durins trotted out of the mountain, causing quite the commotion as dwarrows and dwarrowdams tried glimpsing the Royal Family. Once the city and highways were behind them, Fili and Thorin urged their ponies into a gallop. Frerin and Kili flew by at a run, their hair streaming behind them. After a few moments Fili slowed his pony's canter to a walk; Thorin and Dis followed behind.

As promised, Frerin began teaching Kili a few tricks. Kili's favorite was slipping from the saddle and riding on the side of the pony. "Very useful for a runner under the threat of archers," Frerin boasted. "Elves can be quite the sharpshooters, but they can't hit what they can't see! Though, not many dwarves can do it."

Unlike his brother and uncles, Fili didn't have the height of Durin. His height was yet another trait he had inherited from his Blue Mountain heritage. Fili envied his brother, as Kili raced across the fields hanging onto the side of his pony.

Recognizing Fili's mood, Thorin reigned up beside his nephew. "Such tricks are all well and good for young officers, but a true leader needs only his bearing to command respect."

Fili simply nodded, staring after Kili.

"Fili," Thorin began, waiting for Fili's full attention before continuing. "I, Thorin son of Thrain King under the Mountain, Crown Prince of Erebor, name Fili son of Dis daughter of Thrain King under the Mountain as my heir and successor." Thorin gauged Fili for his reaction.

Fili studied his uncle. Realizing he had his uncle's approval, Fili smiled. Such a declaration, no matter how privately made was rarely, if ever, rescinded.

Dis, having heard Thorin's statement, gave her son and brother a moment—a small moment, before pulling up next to Fili. She grinned brightly at both of them.

Fili couldn't remember experiencing a more perfect morning.

* * *

The morning passed all too quickly for Dis and Frerin. All too soon brother and sister were in Dis' chambers dressed for dinner and braiding each other's hair and beards. "I still don't think such a formal summons was required," Dis protested, reaching for a clasp for the red braid she had finished.

"Father's just upset we didn't sup with him last night, "Frerin replied, carefully brushing his beard, the part not braided. "It's his way of making sure the whole family is there to greet Dain."

"Not the whole family," Dis muttered.

Reaching gently for one of her hands, Frerin caught his sister's eye in the mirror. "You know what I mean. I consider my nephews very much part of the family. I consider Kili almost a son."

Dis sighed, "You and Thorin both have the problem of….never mind."

"Of what?" Frerin inquired.

"It's just very obvious—too obvious—you each have a favorite nephew. I just wished…" Dis hesitated, "Well, that you would be more sensitive to Fili."

"Well, Thorin…" Frerin began.

"I know." Dis interrupted. "I wish he paid more attention to Kili. I'm afraid each of my sons has one uncle."

"Aw…Dis. It's just Kili is…"

"…just like you," Dis finished, "while Fili is so like Thorin."

"Yep, two sticks in the mud…"

"Frerin," Dis groaned.

Frerin held his hands up, "okay, 'somber' if you prefer."

Dis rolled her eyes. "Well enough grooming, Nadad, or else you'll be mistaken for an elf."

Frerin straightened his shoulders, defensively. "I'll have to know, elves are not groomed," he informed "they just…shimmer."

"Shimmer!?" Dis asked incredulously.

"Aye!" Frerin continued grinning. "They shimmer dirt and sweat right off."

Dis closed her eyes and shook her head. "Come, Nadad, we don't want to keep the King and Dain waiting…we wouldn't want to have to tell them you were 'shimmering.'" Dis spun, hurrying out to the hall.

* * *

They dined in the Great Hall with roaring fires and malt beer. Nobility from Erebor and the Iron Hills occupied the tables. Only a few very prosperous and powerful gentry were in attendance. Dis sat on the left of her father, while Thorin sat on Thrain's right. Frerin had tried abandoning them for a table of military commanders, but Thrain had instead upon Frerin's presence at the head table. "Tonight you play the role as my son, not just the commander of the Axe Wielders," Thrain had argued. So Frerin had sat next to Thorin.

Dis smiled as Dain sat next to her, though inwardly she sighed. Dain was a dwarf of great status and lineage—everything her husband Fimur had lacked. She gazed out into the assembly, caught Dwalin's eye and waved. Dinner progressed through the courses with its normal formality and façade with the conversation lacking any true sustenance. After dessert, Thrain excused himself, inviting his children, Dain, and two advisors to accompany him. The assembly stood and toasted Thrain King under the Mountain, as the King and his entourage made their way through the Hall.

Before exiting, Thrain turned, smiling, "Drink and be merry! For tonight it's on the Royal House of Durin!" The nobles roared with delight, clinking their mugs together.

Thrain led his party to the Royal Palace and into the most luxurious salon. "Ah, there's nothing like a good dwarvish feast, but I'm afraid some business cannot wait."

Dis exchanged glances with her brothers. Thorin shook his head, not even he knew what this was about.

Thrain settled himself upon the largest armchair—more of a throne really. He waited as the other six dwarrows found seats, his advisors sitting on either side of him. Dis and Thorin sat on a sofa, with Frerin perching on the arm next to Dis. "As you all know," the King began, "I am not going to reign forever. I know this saddens some of you greatly," he nodded at his advisors. "But before I can rest peacefully, I must protect the treasure and ensure the reign of the kingdom. We must secure the line."

Thorin and Frerin exchanged confused looks, as Dis scrutinized her father. Quickly placing each piece into place, analyzing the pros and cons of the situation, and of course, keeping her sons foremost in her mind, Dis realized what she needed to do. Dis straightened, "I would be pleased if Dain would consent to be my husband."

Frerin toppled from his perch.

Thorin gawked at his sister. Drawing on all his diplomatic training he managed to remain still, although his mind screamed at Dis, "you can't do it, not again!" He had never been convinced that Fimur had been her One, but he knew Dain was definitely not her One.

Dain smiled, "I consent. This union will strengthen our kingdoms and our alliance."

"As well as secure the line," Thrain muttered into his goblet.

"As this is a political arrangement," affirmed one of Thrain's advisors, "I suggest a small, but elegant ceremony be held shortly herewith."

"Then we shall send forth a proclamation among all the lands," the other added, "declaring that the dwarves of Erebor and the dwarves of the Iron Hills stand united against all of Middle-earth."

Thrain and Dain raised their goblets, "Here, here!"

* * *

After details of the wedding had been settled, the three children of Thrain retired to Frerin's room.

"What of the boys?" Frerin demanded.

Sighing Dis studied her fingertips, "I was hoping that Thorin would look after them." She glanced up to see her brothers staring at her. "The Iron Hill dwarves are a suspicious lot and are even crueler to blonde dwarves." She shuddered at the thought. In the Iron Hills blonde dwarflings were usually renounced and sold. "But I couldn't take Kili away from his brother. It's tearing me apart to leave them, but as part of my duties as the Lady of the Iron Hills, I will oversee and travel with the new monthly convoy. So even if I took them with me to the Iron Hills, I would be away from them half the time, anyway. But there, there wouldn't be anyone to look after them while I was away," she finished in a rush.

Tilting his head, Thorin studied his sister sadly. Dis had always been shrewd. It had driven Thorin mad when they were younger. That's when Dis had used her scheming to strike back at the stifling atmosphere surrounding of a young princess and at those she felt had been responsible for it (namely Thror and Thrain, and occasionally Thorin).

"You don't have to do this," Frerin soothed, embracing his sister.

"Yes, I do," Dis replied. "For Erebor. For our family. Our King is weakening our old alliances through greed and distrust. I have to secure our alliance with Dain's people to strengthen Erebor. It cannot fall."

"I will protect Fili and Kili with my life," Thorin pledged. "I will guard them as my own."

"I couldn't ask for more," Dis replied, eyes glistening.

"I have talked to Balin and Dwalin," Thorin continued. "They have agreed to teach the boys."

Dis and Frerin grabbed Thorin, throwing him in their embrace. Thorin awkwardly patted his siblings' backs.

"When are you going to tell the boys?" Thorin prodded, pulling away. "They might still be up."

Dis hesitated. "I'll tell them tomorrow. Let them enjoy one more night not knowing."

"Do you want us to…," Frerin began.

Dis shook her head, "No, I'll tell them myself, first thing."


	4. Chapter 4

Chapter 4

Early the next morning, Dis crept into her sons' room. She smiled at her sleeping boys. Kili sprawled across the bed with Fili curled up on the edge of the bed. Gently, she bent over and stroked their hair. "Morning, Boys," she called.

"Hmmm," Fili stretched. Catching glimpse of Dis, "Mornin', Mum!" he greeted.

"Kili!" Dis prodded, gently shaking her youngest."

"Five m're min'es, Fi'i," Kili mumbled, pulling the pillow over his head.

Fili snickered, "I've got this." He reached over, tickling Kili.

"Ahh!" Kili screamed, launching himself away from the perpetrator and off the bed. _Thud!_

"Kili!" Dis cried out.

"Don't worry, Mum!" Fili laughed, "He's never been hurt yet."

"Yet…" Dis stared as Kili picked himself off the floor.

"Oi!" Kili protested, "That's not necessary."

Fili opened his mouth to respond, but Dis cut him off, "Boys…there's something I need to tell you."

"What is it, Mum?" Fili asked softly.

"I'm getting remarried," Dis replied. Kili, having about to sit on the bed, missed it completely.

"What?!" he shouted, scrambling to his feet. Remarrying was nearly unheard of. "We don't need…"

"Now hear me out," Dis begged, as she explained once more her reasoning for her decision, but leaving out the prejudices of the Iron Hills. "Thorin will keep an eye on you and I'll see you often enough," she finished, gauging their reactions.

Kili strangely found he was at a loss for words. He opened his mouth and then shut it, to open it once more only to have words fail him a second time. Fili simply nodded, dejectedly, "Can we at least come to the wedding?"

Dis smiled sadly, "Frerin will bring you."

* * *

The day of the wedding was one of the worst days for Fili. Frerin accompanied Kili and Fili to the ceremony. It was held in a mid-sized ball room. It was an elegant room with marble flooring. Tapestries depicting scenes of dancing and romance lined the walls. Fili's favorite tapestry was of a dwarf and a dwarrowdam dressed as warriors fighting back to back. From a small balcony Fili and Kili could observe the proceedings without being seen themselves. Thrain presided; he opened the ceremony by saying a few things about strengthening alliances and kinship. Kili's eyes began drooping, by the time Balin stood to tell the story of the first dwarrow marriage, Kili had fallen fast asleep. Fili smiled as Kili's head dropped onto his shoulder. Fili, personally, was fascinated by the tale. It told of how Durin and Thraidis, had fought side by side against a horde of demons. Fili studied the tapestry, as Balin told that when they had slain the last of their foes, Thraidis declared her love for Durin and thus the first dwarrow marriage was sealed with blood.

"Frerin, have you ever been to the Iron Hills?" Kili asked, his head shooting up. Fili gawked at his brother. Kili thought of the strangest things at the oddest times sometimes.

"Often enough," Frerin answered. "Why?"

"I've never been," Kili replied. "But Mum doesn't want to take us there. Why do you suppose that is that?" Kili asked, genuinely curious. Kili had only ever been to Dale and only a handful of times to Esgaroth.

"Let's just say, they are not the most accommodating of dwarves," Frerin responded, eyeing Fili.

When the ceremony finished, Frerin herded his nephews out of the balcony and down the stairs, which deposited them into a side hallway. Kili bumped right into Balin.

"Balin!" Kili apologized, "I'm so sorry. I didn't see you." Kili paused before added thoughtfully, "Are you shorter than last I saw you?"

"Kili!" Fili hissed.

But Balin laughed, "No, but I wager you have gotten a mite taller, young Kili." "Which reminds me," Balin said, handing a book to Fili. "This is for you."

"I couldn't take it," Fili replied.

"Nonsense," Balin chuckled, "it's part of your studies. Thorin did tell you I'm your new tutor did he not?" Fili shook his head, as he fingered the book. "Ah well, I am. So I will see you both tomorrow. "

"You don't have a book for me, too, do you," Kili asked, hoping he didn't.

"Would you read it by tomorrow if I had?" Balin asked winking. He smiled sadly as the young Durins walked away. B_ack to their rooms to be hid away_, he thought shaking his head.

Frerin walked the boys back to their chambers. "I'll pick you up for the Wedding Feast," he said turning to go.

"I thought this was a small affair," Fili replied still clutching his new book.

"It was, but when do dwarves ever let any excuse for feast and drink go by?" Frerin laughed.

"Wait!" Kili called, "Can't you stay?"

Frerin sighed, "I'm afraid not. The Axe Wielders are moving out tonight and I need to make sure the troops and supplies are ready to go." With that Frerin waved goodbye. "See ya tonight!"

* * *

That afternoon as they waited in their chambers Fili read his new book while Kili juggled his rune stone. "Do you think we have to dress up for this feast thing," he asked.

Before Fili could answer a knock came to the door. Kili jumped up and over to the door, flinging it open. A courier simply handed Kili a slip of paper, bowed quickly and left. Kili opened the paper and stared at it.

"What's it say?" Fili asked. Kili handed it to Fili and plopped back down on the sofa. Fili read the quickly scribbled note, "Dear Kili & Fili, I've received orders to march. I'm sorry to leave on such short notice, but victory awaits! I'll tell you all about it on my return. Signed, Your Uncle Frerin."

"Well I guess we don't have to worry about dressing up now," Fili muttered.

"For Mahal's sake, I'm going to my own mum's wedding feast, with our without Frerin!" Kili cursed, throwing the stone. The stone hit a glass figurine; the figurine shattered.

"Kili!" Fili exclaimed, dropping the note and standing.

"I-I'm sorry," Kili stammered, staring at the glass shards on the ground. "I'm sorry, I-I just…"

Fili walked over to his brother, pulling Kili against him. "It's all right. Everything's all right."

Kili returned the embrace, tangling his fist in Fili's hair. "It's just they've taken everyone from us. W-what if they take you, too?" Kili mumbled, gripping his brother.

Fili grabbed Kili's shoulders, pushing him back he looked up into his brother's face. "Look at me," he commanded, "I'm not going anywhere. I promise." Kili nodded, sadly. Sighing, Fili made up his mind, "We'd better get ready if we're going to look our best for this Wedding Feast." Kili smiled. Fili clapped him on his shoulder. "You know that means I have to braid your hair," Fili teased.

Kili laughed, "You can try."

* * *

Dressed in royal blue silk and brown fur, with hair braided, Fili and Kili made their way to the Grand Hall. Fili plucked nervously at his sleeves. He couldn't remember the last time he had attended a state function. He had never worn these clothes before, but his mum had insisted he and Kili have a set of royal finery, just in case. He hoped to go unnoticed, but he yearned to see his mum once more before she left for the Iron Hills.

Upon entering the Great Hall, the young Durins found great fires roaring with pigs roasting on spits and barrels of malt beer. Kili followed Fili as he slipped against the wall. Kili nudged Fili's arm, indicating Dwalin and Balin sitting at a table across the hall. Fili nodded as he began carefully, picking a path between tables and around bonfires towards his cousins. He kept glancing around, but everyone seemed too absorbed with ale and laughter to pay the young dwarrow any mind. They had crossed the hall and were only a few tables away, when Kili tripped and fell into a bench full of dwarves. Mugs flew in all directions; ale spilling on silks and furs. An arm grabbed Kili's collar, yanking him to his feet. "Watch where yar' goin' ya clumsy oaf!" the offending dwarf yelled.

Fili spun around. Yanking the hand off his brother, Fili interposed himself between Kili and the angry dwarf. The dwarf—a dark brunette with a beard braided into dozens of small braids—stood. He towered over the blonde prince. "Who is this who offers us insult?!" the dwarf bellowed.

"One of my kin," a voice growled. All heads turned towards the speaker. Fili was relieved to see Dwalin. Dwalin crossed his arms, flexing his muscles. "Do ya have a problem with my family?" he leered at the other dwarf.

"Oh…uh…no," Braided Beard stuttered. "I thought they were…well." Bowing his head, he cleared his throat. "I've not the pleasure of meeting your young kinsmen."

"Maybe another time," Dwalin grunted. He ushered Fili and Kili towards Balin.

"Sit down, laddies," Dwalin pushed the young princes into seats across from Balin. Then he sat down beside his brother. "What do ya boys think you're doin' here?"

Fili studied his fingertips, as Kili pounded the table. "It's our mother!" he defended.

"I know, laddie," Balin acquiesced. "But.." looking around, he lowered his voice, "You're not…" Balin shook his head. "I'm not sure you being here is the best idea," he finished.

Both Kili and Fili slumped in their seats.

"Maybe no one will recognize them," Dwalin whispered to Balin. "We just need to keep them out of the King's sight."

Balin nodded, "Very well, but I do hope you boys had no delusion of speaking to your mother this evening.

Fili and Kili exchanged a look. Balin sighed, but before he could say anything all the dwarves rose, mugs in hands. "Praise, Mahal! Hail, Lord Dain! Hail, Lady Dis!" they toasted.

Fili and his companions rose as well. "Can you see her?" he asked Kili.

"Yes!" Kili exclaimed, looking over the heads of the other dwarves.

"Sit down!" Dwalin hissed, pulling the boys down. All the other dwarves sat, as the bride and groom took their seats at the head table.

The roasted pork was carved and served. Kili smiled and ate, thriving in the celebratory atmosphere. He even joined in the conversation with a group lesser Erebor nobles sitting to his right.

Fili sat miserably poking at his pork, never caring for large crowds. Fili had hoped that he and Kili would go unrecognized, having been kept out of the public sphere. He noted, or perhaps imagined, the dark, suspicious looks aimed towards him, mostly from Iron Hill Dwarves—distinguishable by their armor and lack of silks. But Dwalin and Balin noticed it, too. "We need to get the lads out of here," Dwalin whispered to his brother.

"We can't. Not just yet, without drawing more attention," Balin argued. "We'll take them out when the bride and groom leave. That way we can go unnoticed."

"That may be too long," Dwalin warned. "No one knows when the bride will choose to retire. I doubt Dis is in any hurry to…"

"Dwalin!" Balin hushed.

"…to leave!" Dwalin finished shocked. "What did ya think I was goin' to say?"

"Nothing," Balin blushed, "Never mind." Dwalin cocked his eyebrow, staring at his brother.

Tired of the stares, Fili had retreated into his own mind. Occasionally, he'd glance at Kili, but Kili seemed to be quite enjoying himself. Balin and Dwalin were having an urgent but hushed conversation. Fili poked at his pork again. A fist clenched his hair and pulled.

"What's this Straw 'ead doin' 'ere?" a large burly dwarf with a beard full of iron beads slurred. "I won' take this insult any longer!" He shook Fili by his hair.

Fili grasped the dwarf's massive wrist with one hand, while using the other to hold his hair. Kili launched himself at the dwarf. "Baruk Khazâd! Khazâd ai-mênu!" Kili cried. The three dwarves crashed to the ground.

Nearby dwarves jumped into the fray, ganging up against the brothers. Dwalin jumped over the table and onto the pile, throwing dwarves off. Thanks to Kili, the burly dwarf lost his hold. Fili struggled to gain his feet, but two other dwarves snatched him. He thrashed to get free. One let go, as the other dwarf flung Fili into a table. As they bore down on him, Fili leaned against the table and kicked out, pushing both dwarves back.

With Dwalin covering Kili's back and keeping the other dwarves away, Kili repeatedly pounded the burly dwarf who had attacked his brother. The brute was far too slow to catch Kili's quick fists.

"Dwalin," Balin cried, "get them out of here!" But it was too late.

"WHAT IS THIS?" Dain roared. The brawl ceased immediately as all the dwarves scrambled to their feet. "This is a celebration of MY wedding. Who dares cast a shadow on this day?"

The burly brute answered, "They insult us! Insult you, my lord, by allowing this Straw 'ead to take part in your wedding feast."

Dain caught sight of Fili, as Balin tried ushering him away quietly. "What is this?!" Dain bellowed, "It's true then!" Dain bore down on Fili, but Balin interposed himself.

"I think there is something that you should know first," Balin stated firmly. "May we speak privately somewhere?"

"Very well, but bring the vermin," Dain spat. "If your explanation does not meet the crime, I want it punished."

It took a moment for Balin and Fili to figure out what or rather who "it" was. Balin nodded curtly. "There is a room just off the right of this Hall. Meet us there and bring Dis and Thorin with you; _only_ Dis and Thorin." Balin led Fili away, "Let's hope we can save this," he muttered.

Fili and Balin reached the room quickly enough. Balin paced the floor. "Does…does Dain even know my mum has sons?" Fili asked, sitting on a small wooden chair.

Balin paused, before resuming his pacing. "Well, he knew at one point that she had."

"Had?" Fili prompted.

Balin sighed, "Both of your births were announced and celebrated. But when it became clear that the King had…well, that he had…um…"

"Rejected us," Fili supplied miserably.

Balin nodded sadly, "Your mother thought it best to protect you boys by making the world forget about you."

Fili's cocked his head. "What do you mean?" he asked, studying Balin.

"Well, you know, moving you into the chambers you're in now and keeping you out of sight…"

"What?!" Fili asked, standing. "You mean that…No, it was the King's orders…Mum would never…" Fili sunk back into the chair, resting his head in his hands.

Balin's eyes widened. He didn't realize that Fili didn't know. He wondered if Fili, and Kili, for that matter, knew anything. Mahal! They probably didn't even know about their father. Balin didn't think he would be so relieved by Dain's arrival. Thankfully, Dain had followed his advice and had only brought Dis and Thorin with him.

"Well. Explain," Dain demanded. "Explain why this Galadhrim-scum was allowed at my wedding feast."

"_Our_ wedding feast," Dis interjected. Sighing, she continued. "Dain," she swallowed and added, "Dear. This is my son Fili."

Dain narrowed his eyes, studying first Dis and then Thorin. Then walked over to Fili, Dain circled him, as if Fili were a pony on the auction block. "Then why hasn't there been any word of him for the past sixty years?" Dain challenged.

"That's a little difficult to explain," Dis sighed.

Dain turned to his wife. "When exactly were you planning on telling me about him, _Dear_," Dain demanded. "I can't have this boy in my Halls. And I most definitely will not accept him."

"I'm not asking you, too," Dis replied. "He's staying here with Thorin."

"Good," Dain nodded, "I suggest you renounce him immediately."

"What!?" Dis, Thorin, and Balin all gasped.

"That is not our way in Erebor," Balin stood, forgetting his place for a moment. Fili stared from Balin to his motherto Dain. _Would she do it?_

"I-I-," Dis stuttered. This was not how she had planned things at all. At least, Kili had not been dragged into this.

Dain walked over to his bride, placing his hands on her shoulders he whispered gently, "Do this one thing for me and I will never ask another thing from you. Also, I will forgive his trespass and there shall be no punishment. I'm not saying you can't visit the lad, but I need you to severe all formal ties for me…for us, and for him." Dis hesitated. Dain leaned closer, "If you do not, I will be forced to take him with us to the Iron Hills. As his stepfather, it'll be my right and my duty."

Fili couldn't hear what Dain was saying, but his stomach churned as he saw his mum nod. His mother turned and sadly gazed at him.

"I, Dis daughter of Thrain…" she began, her lip quivering ever so slightly.

Fili shook his head. _No! This can't be happening!_

"…King under the Mountain…" Dis hesitated before continuing, "…hereby relinquish any and all formal…"

Thorin and Balin stood on either side of Fili, his uncle's arm around his shoulders.

"…and familial ties to…" Dis swallowed deeply, "to Fili son of Fimur." As soon as Dis finished, she swept out of the room, Dain following in her wake.

Fili burrowed his head into Thorin's chest and wept.


	5. Chapter 5

Thorin half-carried half-dragged Fili back to the boys' chambers. There had been many things Fili should never have had to experience, but tonight capped it all. Thorin thought he knew why Dis did what she did; he just couldn't believe it. She may have played the part of diplomat too much and the part of mother not enough. But then hadn't Thorin always chosen his role as crown prince over his role uncle. _Not anymore_, Thorin silently promised his nephews. Fili whimpered on Thorin's shoulder. "We're almost home," Thorin tried comforting. _Mahal! He probably doesn't care where he is. _

Upon reaching the princes' chambers, Balin opened the door for Thorin and Fili. Thorin led Fili to the sofa. He sat, pulling Fili towards him, resting his nephew on his shoulder.

"What happened?" Kili ran over to his brother—Dwalin having brought the youngest Durin home, as soon as they could slip away from the Great Hall. "Did Dain…"

Thorin shook his head. He would tell Kili later. "Just a long, bad day," Thorin reassured. "Balin, would you please send for my robe and a change of clothes?" Two pairs of eyes stared at the crown prince. But Balin nodded his head, excusing himself to fulfill his task."

"You-you're staying here?" Kili stammered. He couldn't believe it. As long as he could remember, it had always been Fili and he. No one had ever stayed longer than a couple of hours.

Thorin nodded, "Aye. I'll be staying here tonight."

Fili slept restlessly that night, tossing, turning, and crying out. Thorin was there each time. Thorin woke to find himself on the boys' bed. Fili clenching part of Thorin's tunic, while Kili lay sprawled across the bed, ignoring blankets, pillows, and other dwarves. Thorin's left foot was asleep, as he shifted, Fili woke, Fili's blue eyes meeting those of his uncle's.

"Th-Thorin?" Fili asked, not believing his eyes. Hesitantly, Fili raised his left hand to stroke one of Thorin's braids. Suddenly, Fili released his hold on Thorin and drew back. He sat up, throwing a couple of Kili's limbs off of himself. "What do I do now?" he muttered.

"You stay with me," Thorin answered gently, rubbing Fili's shoulders. His heart clenched as Fili gazed at him with unshed tears.

"Until you leave, as well."

"I won't leave you," Thorin promised. "I swear."

"_She _said she would never leave!" Fili panicked, "but she did. She left and she…she…" He cut himself off as he tried to compose himself.

Thorin pulled Fili close. There were no words to rectify what happened last night. He doubted Fili would trust anyone anymore, aside from Kili, of course.

"Don't you have somewhere to be?" Fili whispered so quietly, it took Thorin a minute to register what his nephew had said.

"Yes, I do and I'm there now."

Fili pulled away and looked skeptically at his uncle. But before Fili could respond, someone pounded on the door, followed by the sound of the door being forced. Thorin and Fili looked to the bedroom door. Thrain stepped into the door way, eye smoldering. "What do you think you are doing here?!"

"I'm…" Thorin began.

"You're wasting time!" Thrain yelled, crossing the room. "You have no reason to be here!"

"No reason?!" Thorin asked incredibly, rising to his feet. "My nephews…"

"Are of no concern of yours," Thrain grabbed his son. "Now come. Get dressed. You have a busy schedule, busier now that you've wasted your morning."

Thorin stepped back, freeing himself from his father's grasp. "I have more important things to take care of."

Thrain backhanded his son. Thorin raised his hand to his cheek completely stunned. Thrain grabbed Thorin's tunic and pulled him close. "You will do as your King commands."

"Father," Thorin pleaded, "please, let go."

Kili had woken up. He sat with his brother on the bed, gawking in unbelief at the altercation.

Thrain spun Thorin, pinning him against the wall. "Guards," he bellowed. Two palace guards entered. Four more appeared at the door. "Seize the boys!" Thrain commanded.

"No!" Thorin shouted, as the guards hauled Fili and Kili roughly to their feet. "Let them go!" Thorin struggled against his father.

"I'll let the boys go, if you attend to your duties," Thrain stated. Thorin looked from his father to his nephews. He nodded in defeat. "Release the boys," Thrain ordered. "Come," he said leading his son out, upon reaching the doorway, Thrain turned back to the guards. "Keep them out of the way," he ordered.

Thrain guided Thorin to his son's chambers, rattling off Thorin's list of duties. Thorin could only half listen. "…now that your sister isn't here," Thrain droned on, "you'll need to…"

_Take care of the boys_, Thorin finished mentally. How was he going to do that? Would he even be allowed to see Fili and Kili? Were posting of guards on his nephews a permanent feature? Both of his siblings and confidants were gone—sent away by the King. Thorin stopped. Was that on purpose?

"You're already plenty late, Thorin," Thrain growled, yanking his son forward. "Stop pouting. We have a kingdom to run." Thrain hurried Thorin into his room. "Now get dressed," Thrain ordered folding his arms.

Thorin sighed. It was going to be a long day.

* * *

With a guard at their door, Fili and Kili understood they were nothing more than prisoners. Kili got bored quickly, just knowing going out wasn't an option made being cooped up in their quarters that much harder. He lay on the couch tossing his runestone high into to the air, catching it as it came down. Fili poured over his new book. "I wish mum were here," Kili sighed, rubbing the runes with his thumb before throwing it up once more.

"Hmm," Fili replied, resting his head on his hand, letting his hair fall forward to cover his face.

"When do you think she'll be back?" Kili asked. Fili didn't answer. "She said she'd be back every month with the convoy," Kili pressed.

"Hmm," Fili responded once more. Fili heard Kili stand and throw his stone against the wall. At least this time it didn't break anything. Fili braced himself.

The door opened, both brothers watched as Balin shoved past the guard. "We won't be needing your services," Balin dismissed the baffled guard.

"Now, laddies," Balin said, rubbing his hands together, "it's time for your lessons." Making his way to the table Fili sat at, Balin nodded happily, "Already to go, I see. Yes, just like your uncle Thorin."

The guard looked on, before scratching his and closing the door behind him. As the door shut, Balin dropped his cheery pretense. "This evening you have a special training session with Dwalin," Balin informed them. "He'll be taking you on an overnighter."

"Overnighter?" Kili questioned. "Tonight?"

Fili raised an eyebrow and looked at his brother, "No one told us."

"Well that's part of the idea," Balin explained. "Now let's imagine it would be for several weeks. What would you pack?" Tapping his nose, Balin continued, "Keeping in mind—for our scenario—you'd be travelling."

"With ponies or on foot?" Fili asked, getting into the exercise.

"You'll have a pony each to ride and one pack pony," Balin replied.

Kili sat next to Fili as Fili began scribbling a list. "Food!" Kili added pointing at the list, "and some traps." Looking at Balin he asked," Umm…where are we going?"

"Hypothetically," Balin answered, "You'll be going to…uh…Dunland!" Balin nodded. "That's right, that's what Dwalin said was the assignment."

Fili studied Balin, before returning to his list. After he and Kili were pleased with their list, Fili passed it to Balin.

"Mmm," Balin read the list. "Good, good. No, no, no fiddles." Balin took a quill and started crossing things out. Balin handed the edited list back.

"Did we get a good mark?" Kili asked.

"Oh…well that remains to be seen," Balin hurriedly replied. "Now you need to pack."

"For an overnighter or for a journey to Dunland?" Fili asked.

"Pack for the long journey, but make it look like an overnighter," Balin answered.

"What?" Kili asked, scratching his head.

"Now don't worry about food, Dwalin's taking care of that for you," Balin explained. "Now see here. Packing for a long journey is not so different from packing for a short trip. You still need the same necessities. You just need a little more extras on the long trip; extra food, extra clothing, extra blanket, and then soap to wash and clean you, your clothing, and equipment." Pointing to the list he added, "What would you have left off if it were for an overnighter?"

Fili examined the list, smiling. "That's why you crossed out what you did."

"Yes," Balin smiled. "We think of basics until someone says 'long,' then we begin thinking comfort. But on a long journey the less paraphernalia you have to haul, the more comfortable you're going to be. Now! Let's pack."


	6. Chapter 6

After his epiphany that morning, Thorin made a decision. Thorin accompanied his father Thrain to the throne. "Only aristocracy is to be allowed into court today," Thrain announced to the chamberlain. "No common complaints today. There's important business to be done."

"Very good, Sire," the chamberlain bowed.

Thrain sat in his throne, fingering his ring. Smiling, he looked over the courtiers, "Some day, son, this power and wealth will be yours." Scribes, advisers and fawning nobility flocked to the king. As Thorin slipped away, he heard his father say, "I believe, some new laws are in order…"

As Thorin strode through the courtiers, he couldn't help but wonder if he really wasn't just running away from all this and dragging Fili and Kili—he remaining family—along with him. No, his plan was for his nephews, last night was a testament to that. He'd never forget the look on Fili's face as he was disowned. _But what about Kili? _Thorin pondered. _Would Kili be welcomed in the Iron Hills with his mother?_ Thorin doubted that Kili would leave his brother.

Gloin! Thorin spotted his fiery-haired cousin and began heading in that direction. He paused, Gloin spent an inordinate amount of time with the treasure and king, as his position as the royal financial minister. But then Thorin spotted Oin, Gloin's brother. Oin had lost his position as a senior advisor to the king when he refused to rescind his prophecies of doom.

Thorin approached his graying cousin. "What brings you here today, Oin?" Thorin asked politely.

"Eh?" Oin asked, holding his ear trumpet up.

"What brings you to court?" Thorin asked speaking a little louder.

Oin turned and bowed slightly to the crown prince. "I am not here to read the portents or affirm that the omens demand relations be mended with man and elves, in order to avoid Erebor's downfall," Oin defended. "I am simply accompanying my brother, if that's what worries you, laddie."

Thorin hid his smile. Glancing around, he lowered his voice. "Could you deliver this note to Balin?" Thorin asked, pulling a note from his pocket.

"Eh?" Oin asked.

_Mahal! _ Thorin thought. _Maybe this wasn't such a great idea. _But who else could Thorin trust. So waving the note and pointing to Balin's name, Thorin repeated his request.

"Aye," Oin exclaimed, taking the note "that I can do."

Thorin dipped his head in gratitude and moved on, praying to Aule that Oin would deliver the message and that Balin could do his part. There was no way of knowing until that evening and then it may be too late.

* * *

Balin nodded, pleased with the both packs. They would do. "Now, I'm afraid I have to go," Balin stated. "You're to meet Dwalin at the stables at five o'clock." Balin reached for the door.

"What about the guard?" Fili asked.

"I almost forgot," Balin said scratching his beard. "Follow me." Fili and Kili followed Balin into the dining room. Opening the servants' door, Balin walked down the stairs leading into the labyrinth of service hallways. The young Durins followed. "You'll follow this hallway until it ends," Balin instructed, pointing in one direction. "Turn left, straight through, right, straight through, right, following that all the way down and you'll find yourselves on the south side of the palace." Making sure both Fili and Kili had the directions memorized, they marched back up to the stairs. Balin gazed once more at the boys, before winking and taking his leave.

At half past four, Fili and Kili shouldered their packs and made their way down to the service hallways. They found their way without any problems, coming out right where Balin had said. The palace being located above most of the kingdom, the brothers didn't run into many dwarrow as they made their way down to the main square.

Upon reaching the market, Kili realized his brother was no long by his side. He looked back, Fili stood considering the plaza. Kili rolled his eyes and grabbed his brother, pulling him forward.

"Don't you find it unusual?" Fili asked.

"What's unusual?" Kili replied.

"I've never seen the market this abandoned." Fili answered.

Kili glanced around, there were only a handful of dwarves and most of those were keeping their heads down. "Come on!" Kili urged, prodding Fili forward. Fili followed reluctantly, glancing around.

They were almost to the stables, when several royal guards stepped out of the guard house. Upon seeing the boys, the guards walked towards them.

"Pass?" the guard requested, holding his hand out.

"What pass?" Fili asked.

The guard smirked. "Are you saying you don't have a pass, Strawhead?"

"A pass for what," Fili demanded.

"You hear that boys," the guard called over his shoulder. "We've got a slave for the auction block. Take him away."

Two guards grabbed Fili. Kili struggled to free his brother. The captain hauled Kili off, pushing him a way, "You're free to go, but don't get in our way."

"Fili!" Kili screamed, running back. The captain held him away, until another guard grabbed him from behind, pulling him away from his brother once more.

"Kili!" Fili yelled frantically, struggling as one of the guard brought up manacles to fasten to his wrist.

"HALT!"

Kili almost sobbed with relief, as he saw Dwalin barreling towards them from the stable. "What in Mahal's name is going on 'ere?" Dwalin bellowed

"Commander, sir!" the captain of the guards saluted. "Following orders to arrest all towheaded dwarves without passes."

Dwalin crossed his arms, glowering menacingly. "The law just passed this morning. Allow families time to acquire passes for their kin."

"But, sir!" the captain challenged. "This one," he said indicating Fili, "is young and strong. He'll fetch a handsome price for the king's coffers." Dwalin moved closer, barring teeth, as he handed the captain a paper. The captain took it. "A pass!" he gasped, "signed by Thorin, the crown prince!" The captain saluted once more. Calling off his men, he led them back towards the guardhouse.

Dwalin glared after them until they had all disappeared inside. Kili stared from Fili to Dwalin. "What was that about?' he asked.

"I'll tell ye later, laddie," Dwalin growled, clapping Fili on the shoulder. "Ye all right?"

Fili nodded, still not completely recovered from the ordeal.

"Let's go, then," he commanded, guiding his young kin into the stables. "Kili, saddle the ponies. Fili, help me finish loading the pack pony."

The three worked quickly and were soon in the saddle, trotting out and away from Erebor. Kili breathed in deep. Fili galloped by, Kili laughed and kicked his horse to match pace. "Whoa!" Dwalin called. "Don't ride faster than the pack horse."

Fili and Kili reigned in their horses, allowing Dwalin to catch up. "Sorry," Fili mumbled, "I just…it's nice to bout here, away from…" Fili defended, waving his hand back towards the Lonely Mountain.

"Can' say I blame ya, wanting to get out," Dwalin acknowledged. "It's one of the reasons I wanted to join the Axe Wielders."

Kili exchanged a glance with Fili—he hadn't known either—before staring at his cousin. "Then why are you in the Royal Guards, instead?" Kili questioned.

"That's a long story, Laddie," Dwalin sighed, staring over towards the Iron Hills.

* * *

Dwalin had been Frerin's best friend when they were young. As second born sons in high powered families, they had much in common and spent most of their time together, especially once they both began pursuing the way of the warrior with shared dreams of someday joining the Axe Wielders. But then things became complicated. Dwalin wasn't sure when exactly, but it began when he discovered that Dis, princess of Erebor, was his One—or at least he believed her to be his One, he was no longer sure. After discovering Dis was his One, he began specializing as a royal guard and less time with the axe. Frerin had tried approaching him on the subject—but Dwalin had just shrugged—knowing it was for Dis, the dwarrowdam, to acknowledge him as her One. She never did.

There was one day etched in Dwalin's mind—a day more than eighty years ago. Balin and Thorin had joined their younger brother's for weapons training that day. It had been an epic spar between the sons of Thrain against the sons of Fundin, lasting several hours with several respites, before all four called for an armistice. Slapping each other on the back and collecting their gear, Thorin and Frerin had invited their cousins to the palace for supper. After supper, they had retired to the Thorin's sitting room, passing around the ale. That's when Dis had barged in.

"Oh good!" She had exclaimed. "Everyone I wanted to see! I want you four to be the first to know!"

"Know what?" Frerin had inquired, intrigued by Dis' giddiness. Nothing in all Middle-earth had prepared Dwalin for what Dis had said next.

"I've decided to get married!" Dis announced, clapping her hands. Dwalin spewed ale. _Was this how she was going to announce that he was her One?_ It was usually a private matter, or so had always been told. No one paid Dwalin's mishap any mind, though as three sets of eyes had stayed fixed on the youngest Durin. "His name is Fimur!" She exclaimed, "And he's from…"

Dwalin didn't hear anymore, it was as though a fist had clenched his heart, squeezing without letting up. This was against everything he had ever learned about love. Dwarves had a One and Only. He had never heard of any dwarf loving another and not having that love returned.

Thorin's voice had broken through and drawing Dwalin back to the moment. "A blue mountain toymaker," Thorin bellowed, standing. "Are you mad?!"

Dis crossed her arms. "No, I'm not," she huffed.

"How did you meet him?" Thorin asked, gathering his composure.

"I met him this morning," Dis continued, ignoring Balin, as he spewed his ale. "He came with the caravan from Ered Luin."

"THIS MORNING?!" Thorin shouted, throwing his mug.

"Yes," Dis replied. "I asked him to marry me this afternoon and he said, 'aye.'"

Before Thorin could respond, Dwalin asked, quietly, "Is 'e yer One?" All heads turned to Dwalin. "If 'e's 'er One, then there's not much more to say, is there?"

Dis ran and threw her arms around Dwalin, kissing his cheek. "Oh, I knew you'd understand!"

_Understand?!_ No, he didn't understand. Did Dis just admit that he was her One, but she had chosen another, or was she…_Stop!_ He had to calm down or he might give himself a case of apoplexy.

"Are you doing this just to defy Grandfather and father?" Thorin asked, almost a whisper. Dis glared daggers at Thorin. "They'll never consent," he continued, sadly. "I implore you to think about what you're doing."

"I don't need this from you," she replied coldly. "Come Frerin, my Nadad, and Dwalin, my dear friend. Come and celebrate with me and you can meet Fimur." As she herded them towards the door, she turned back to Balin, "You're welcome to come, unless you are on _his _side, than don't bother."

Dwalin had drunk himself into a stupor that night and not a night since (that was until Dis had announced that once again she was marrying someone else).

As Thorin had predicted, Thror and Thrain had not accepted Fimur. But the newlyweds seemed neither to mind nor to notice. But with the arrival of a sturdy, but fair-haired dwarfling, the King and heir had become downright hostile. By then though, Dwalin had joined the Axe Wielders with Frerin. When Fili and Kili were no more than toddlers, Fimur had been killed in unusual circumstances. It had been written of as a wrong place, wrong time tragedy. But Dwalin wasn't convinced. He had tried to persuade Frerin to join the Royal Guard to keep on eye on the boys and Dis. Frerin had argued, "Grandfather—the king—thinks I can do much more commanding the Axe Wielders than I ever could in the Royal Guard…And I agree with him."

Dwalin had growled, "They're yer nephews."

"And Thorin's," Frerin had defended, rolling his eyes. "He can help keep an eye on them."

"Don't you worry about them at all?" Dwalin had demanded. "Last time we were there the boys had been moved out of the royal living chambers and into guest quarters!"

"Probably so Dis could get some rest," Frerin had defended, "besides they have a nanny watching the boys."

"Do you trust 'er?" Dwalin had drilled, "She's not even kin. I'm just saying Kili had 'is wee arm in sling and Fili was much to quiet for a dwarfling, especially one of the line of Durin."

"They're Dis's sons!" Frerin had yelled. "Not yours!"

That had been the last time Dwalin had talked—really talked—to his best friend from childhood. Dwalin had transferred his commission from the Axe Wielders to the Royal Guards, who were more than pleased in receiving his request. Even then dwarves had begun preferring to be outside Erebor, than within.


	7. Chapter 7

"Um, Dwalin,"

Dwalin blinked, trying to focus his eyes as he returned to the present. "What is it, Laddie?" he asked, as he regarded Fili, one of the sons he wished had been his.

"Where did you want us to make camp?" Fili asked with eyes eager to please. "We're past Dale, but not quite half-way to Laketown."

"Kili!" Dwalin called to the other boy he wished were his, as well.

Kili rode up on Dwalin's other side, smiling. "Yes?"

"How long until sunset," Dwalin quizzed.

"Oh…uh, let's see," Kili hesitated, as he looked west. Then glancing at Fili, he smiled. Kili raised his hand toward the setting sun. Dwalin whipped his head around to catch Fili sheepishly, lowering his arm. "I'd say we have about half an hour before sunset," Kili reported, proudly.

"Very good...Fili," Dwalin growled.

"I'm Kili," Kili reminded.

"I know," Dwalin smirked. The brother's exchanged a glance. "All right, let's look for a place to set up camp." Kili spotted a campsite that would be protected against the wind on one side by a cliff. "We'll bivouac tonight," Dwalin informed Fili and Kili.

"What? Why?" Kili asked.

"But we brought a tent," Fili contended.

"Aye, we did, but we're not using it tonight," Dwalin repeated. "It's a clear, warm night and I want an early start tomorrow."

Kili shrugged as he dismounted. He was out in the fresh air and Fili was with him; he had no complaints. Kili gathered kindling and stones so Fili could build a fire pit. As Dwalin helped Fili make a fire, Kili gathered more wood. Satisfied with his load, Kili headed back to camp. Fili was absorbed with feeding a small flame. Kili dumped his load right next to Fili.

"Oi!" Fili cried startled.

Kili laughed, but stopped abruptly. "Did you hear that?"

"Sounds like a barn owl," Fili observed.

"Or a screech owl," Kili contended. Kili jumped, as Dwalin responded with his own series of screeches and hoots. "Someone's out there," Kili whispered, reaching for his bow and quiver.

"Aye, Laddie," Dwalin answered. "There is." Kili gasped, as Thorin strode into the camp.

"Thorin!" Fili exclaimed happily. Quickly recomposing himself, Fili asked, "What are you doing here?"

Kili caught Thorin glance quickly at Dwalin, as Thorin hesitated. "What?" Kili prodded.

Thorin sighed, "Let's eat first." Thorin sat across from nephews. Taking a spit from Dwalin, he starting roasting his dinner. "Um…" Thorin began, staring into the fire. He looked up at his nephews, studying both their faces. "I don't think it's safe for you in Erebor. My f-…the king has fallen under some spell or power, I know not which." He hesitated. "I think it best if we leave. This same madness seems to have hold in the Iron Hills, as well."

"Where would we go?" Fili inquired, as Dwalin handed him and his brother roasting spits, as well.

"I can't tell you that, not just yet." Thorin glanced at Dwalin and Kili, before gazing at the fire.

"What about Mum?" Kili demanded, angrily, "and Uncle Frerin?"

"Yer uncle commands the Axe Wielders and is very 'appy with them," Dwalin grumbled, roasting his own dinner.

"I'm not sure about your mum," Thorin mumbled, "not anymore…" Catching Kili's wide-eyed gaze, he amended, "I mean she's safe…She'll be fine."

"But shouldn't we at least tell her," Kili argued. "We are _her _sons." Kili looked to his brother for help, but Fili simply stared at the crackling flames.

"Kili, it is your choice whether you stay or come with us," Thorin acknowledged. "Dwalin will see you to the Iron Hills, if that is your wish."

"And Fili," Kili added, hotly. "He might want to stay, too. What gives you the right to make decisions for us? Just because mum's gone, doesn't mean…"

"Kili," Thorin called, firmly. Catching Fili's eyes across the fire, blue meeting blue, Thorin continued. "There are some things I think you should know." Sighing, he took a deep breath before continuing, "The king passed some very bad laws today…"

"Yeah," Kili snorted, "We know." Hurriedly, he added, "But Fili has a pass now."

"He shouldn't need one!" Dwalin barked.

"I know!" Kili yelled back, putting his hand on his brother's shoulder. "But you're talking about leaving our home…our family…"

"Fili's pass isn't valid," Thorin interrupted. "It's signed by me; but the law says it has to be signed by a parent."

"Then we'll go and get Mum to sign it." Kili argued. "I don't see why we…"

"She disowned me," Fili muttered, miserably, poking his spit around in the fire.

"SHE DID WHAT?!" Dwalin roared, standing. "It's bad enough she denied 'er One, but 'er own son! By Mahal! I will…" Dwalin stopped, noticing his three companions staring at him. He sat. "I mean…I'm sorry, Fili…truly I am…" he trailed off, studying his tattooed knuckles, as he flexed his fists.

The rest of supper was eaten in silence. After setting his spit aside, Fili pulled out his bed roll and crawled in. He couldn't wait for the day to be over. His brother, who still hadn't said anything, laid his bedroll out right next to his. Kili lied down and stared at his brother, Fili closed his eyes. He wasn't ready for that conversation yet. He heard Kili sigh. Fili reached out and grabbed Kili's tunic, at least his brother wasn't going anywhere tonight. Fili closed his eyes, but before he could fall asleep he heard Thorin say softly, "I had no idea."

"It wasn't my place to say," Dwalin replied, gazing towards Fili and Kili.

"I never believed Fimur was her One," Thorin added.

"Shh!" Dwalin hushed. "The lads might 'ear."

Thorin chuckled, "It's a little late for that, don't you think?"

"Aye," Dwalin sighed, "I just can't believe that Dis could…do what she did."

"I'm sure she did what she thought she had to."

Dwalin poked at the fire. "Do you think Kili will choose to stay?"

"I don't know," Thorin sighed, glancing at his nephews.

"If he goes with you, then I'm coming, too."

"You'd be a traitor, Dwalin. I can't allow you to do that."

"I've spent my life watching out for those boys," Dwalin protested. "I joined the Royal Guards so I could be close if they ever needed me. They need me now more than ever." Fili stared over at Dwalin. He really hadn't known what to think of Dwalin's announcement, but he was starting to make sense of things.

"What about Balin? The other law they passed today says that if a dwarf is a traitor, their whole family can be held accountable," Thorin explained. "The law isn't very specific; what if they extend the meaning and go after Oin and Gloin."

"Why don't you just take the throne?" Dwalin demanded. "Set everything right."

"You mean kill my own father?" Thorin asked, angrily.

Dwalin held his hands up defensively, "Ye know I don't mean that. Couldn't we just lock 'im in with the treasure? 'e'd be 'appy. We'd be 'appy."

Thorin chuckled, sadly. "You know, I still remember the last time Thranduil came to Erebor. He had come to pick up a box of white jewels, for which we had made settings. My grandfather had a dwarf present the box to Thranduil, just to slam it shut in his face. It infuriated the elves. Afterwards, I accompanied my father to Dale. My father lamented the growing hostilities between our people and the elves. He promised that when he was king, things would be different…" Thorin hesitated, "But he changed, just as his father had." Looking at Dwalin, he admitted sadly, "I'm afraid of the same thing happening to me. Why should I be any different?"

Dwalin smiled, "Oh, but yer already different. Look at the path ya've chosen. Ya've given up yer birthright. And for what?" Dwalin prodded, motioning towards Fili and Kili.

Thorin studied his friend. "I hope you're right," he sighed.

Fili finally fell asleep, hoping his brother would come with them. The next morning he awoke to find Kili gone. Fili bolted up, glancing around. Dwalin was making breakfast, while Thorin packed bedding. "Where's Kili?" Fili demanded.

"Easy, lad," Dwalin answered. "'e went to wash in the stream over there." Fili nodded and walked off in that direction. Turning to Thorin, Dwalin asked, "Will Fili go with ya if Kili doesn't?" Thorin only shrugged as he continued his work.

Fili found his brother by the stream sitting on a rock with his head in his arms. "Kili?" Fili asked.

Kili looked up, tears welling in his eyes. "I can't…" he sobbed, shaking his head. "I can't leave her…she's still my mum…our mum…I'm s-sorry." Fili nodded sadly, turning to go. "Fili!" Kili called, "You…you could come with me...please."

Fili shook his head, "I-I can't" and headed back to camp. His brother was leaving him. No, he was leaving his brother. Fili punched a tree and sank to his knees, pulling at his hair—the cause of so much grief. If only it had been brown like his brother's maybe none of this would be happening. Looking up through the canopy, Fili calmed his breathing. They had to head out soon; he would be needed. He picked himself up, quickly wiping his eyes, he headed back to camp.

Breakfast was eaten quickly and quietly. All too soon Fili was on his grey alongside his uncle's bay. "Goodbye and good luck," Dwalin said, noting Kili's silence.

"Goodbye, Mr. Dwalin," Fili responded. Hesitantly, he added, "Thank you for everything." Dwalin's eyes widened, wondering if Fili had heard his and Thorin's conversation last night. Dwalin simply nodded. Having secured the pack pony, Thorin mounted and kicked his pony, heading south. Fili shot one last look at his brother, before following his uncle.

Dwalin and Kili sat on their ponies watching them go. "Come on laddie," Dwalin prodded, turning his sorrel northwards. "Let's get you home."

Kili pulled his pony around as well, but stopped, gazing towards the Lonely Mountain. "I can't do this," Kili moaned, he looked up to see Dwalin smiling at him.

"Get goin', Laddie," he said, "I'll let yer Mum know yer bein' looked after."

Kili smiled, reining his palomino around, kicking her into a run.

Hearing pounding behind him, Thorin turned in the saddle. Smiling, he nudged Fili. Fili glimpsed behind as Kili reigned up. "I'm coming with you," Kili announced. He was rewarded with Fili's biggest smile and a crushing hug, which almost knocked him off his pony. The three Durins waved back at Dwalin once more before turning their backs on their past.


	8. Chapter 8

Before noon Thorin and his nephews reached the north beach of Long Lake. "We'll follow the shoreline," Thorin advised his nephews. "The master of Laketown is no friend of dwarves. He lives lavishly, as his people scrap by. It's best we avoid the town completely."

As they rode along the west bank, they came across a garrison. Fili unconsciously, fell back, positioning his uncle between himself and the soldiers. "Halt!" one of the soldiers called out. "Dismount to board the ferry. It'll take you directly into Esgaroth."

"We have no desire to go into the town," Thorin replied.

"Oh well then turn back," the soldier replied, lazily.

As Thorin rode his bay around the garrison, the soldiers stood, drawing their swords and pikes. "No one passes, except by leave of the Master," the first soldier barked.

"We have no quarrel with you," Thorin hissed. "Just let us pass."

"I'll tell you what," the soldier replied arrogantly, "You can take this ferry into town and fill out forms for a pass…" Fili flinched, reigning up between his uncle and brother. "…or you can take it up directly with the Master."

"Very well," Thorin grumbled. "We will do it your way."

"Very good," the soldier smirked. "Now just load your ponies onto the ferry and we'll be off."

Once on the ferry, Thorin studied his nephews. Kili sat next to his brother, glaring at the soldiers. Fili sat adjusting and readjusting his boots. That's when Thorin noticed, Fili was packing knife in each. Thorin reached over and readjusted one of the sheaths. Fili took note and adjusted the other sheath the same way. He nodded his thanks. Glancing at the soldier, he addressed both nephews, "Pull up your hoods." Thorin donned his as well. Upon reaching the docks, the Durins stood, grabbing the reigns of their ponies.

The soldiers followed them off the ferry. "The customs house is right over there. Don't miss it," one sneered, marching off in another direction.

People towered over the dwarves. If it weren't for the ponies, Fili feared they would've been shoved around and separated in the throng. The customs house stood right off the docks. Thorin got in line, as Fili and Kili held the ponies off to the side. "I'm glad you're here," Fili told Kili.

Kili looked at his brother. "I, too, am glad I'm with you, though I'm still not convinced we had to run away." Glancing around, he added, "They sure have a lot of soldiers here, don't they?"

Fili glanced up. There were indeed a large number of soldiers, all closing in. "Thorin!" He called.

Thorin looked up in time to see the soldiers draw their weapons. "You will come with us," their commander ordered.

"We're getting a pass, as we were told," Thorin growled.

"Well you were told wrong," the commander spat. "All dwarves must petition the Master." Soldiers seized the Durins. Both Thorin and Kili struggled against their captors, but Fili panicked. Only one guard grabbed him, so Fili took advantage. He rammed his head into the guard's stomach. Grunting, the soldier released his prisoner. Fili ran, ducking through arms and around legs. "Grab him!"

"Fili!" Kili called, struggling against his own captors.

Fili hesitated, glancing back at his brother. Two soldiers grabbed Fili, picking him up and hauling him back. The commander unsheathed a knife, holding it to Thorin's cheek. "Settle down, or I'll shave his beard!" he called. Fili and Kili ceased struggling. "Now," he sneered, "if you'll be so kind, the Master awaits."

The dwarves were marched to the middle of the town to the Master's manor. They were hauled into a room, where a large, gaudy man waited. "What do we have here?" the Master exclaimed. "Three dwarves. And where would three dwarves be headed? Not into Mirkwood, surely…" He hesitated in front of Thorin. Throwing Thorin's hood back, the Master clenched Thorin's chin, tilting his face up. "Why it's Thorin son of Thrain King under the Mountain," he gasped. Then smiling, he added, "This must be my lucky day. Do you have any idea how much you are worth?" The Master patted Thorin's head. Thorin pulled away, but the Master seemed not to notice as he studied Fili and Kili. "And who are these dwarves? More heirs of Erebor?" Thorin didn't answer. "Hmm. I see. If they're no one important I'm sure I can get something for them at the slave market," the Master sighed, as he motioned for soldiers to take Fili and Kili away.

"Wait!" Thorin called. The Master smiled and waited. Thorin sighed resigned, "They're my nephews."

"How delightful," the Master replied, clapping his hands. "In that case, lock them up together."

"No!" Thorin cried, as the soldiers hauled him and his nephews out of the hall.

Thorin was thrown into a small cell. He caught Fili and Kili, as they, in turn, were thrown in. The guards locked the door and walked away, but not going far. Thorin glanced around, there was one cot built in along one wall, a hole in one corner and dirty straw littering the ground. Kili pulled himself up, walking over to the door. He gripped the bars, not saying anything. Fili sat where he had landed next to Thorin. "What do you think they're going to do with us?" Fili asked, looking to his uncle.

"I don't know," Thorin answered, "But I assume they're holding us for ransom."

"Do you think the king would pay it?"

"I don't know…I really don't," Thorin sighed, wishing he had some words of comfort to give. Dis had always been good about that.

Fili studied his boots. "If…if we are taken back to Erebor, I'll be sold won't I?"

Kili punched the bars. "By Mahal, Fili! Don't you think we would buy you?" Kili yelled, turning back towards his brother.

"Kili!" Thorin warned.

"Why, Thorin?" Kili implored, "Why couldn't you just have bought Fili instead of dragging us out here?"

"And give him a life with no status and no chance of a real lift?" Thorin roared, coming to his feet.

"It would've been better than this!" Kili exclaimed. "At least in Erebor he'd have a family and a home."

"Stop!" Fili pleaded, standing between his brother and uncle. "Stop, please."

Thorin sighed, sitting on the cot, "I'm sorry Fili. Sorry for everything." Fili rested his hand on his uncle's shoulder.

"You're going to forgive him?!" Kili asked incredulously. "He got us into this mess and you forgive him? What kind of dwarf are you?"

"Kili," Fili beseeched, gazing sadly at his brother, "I…"

"No!" Kili yelled, bearing down on his brother, "You chose him over me! You would have left me alone! It never was a choice for you was it?"

"Kili, please listen to me…"

"I have no interest in listening to the lies of a Strawhead" Kili derided, turning back to the bars. He knew he's hurt Fili, but Fili had hurt him. He'd apologize later.

Thorin caught Fili, as he stumbled back from Kili's scorn. Pulling Fili close, Thorin whispered, "He doesn't mean it. He's just scared." Thorin sighed, leaning against the wall, as Fili simply nodded.

* * *

Thorin awoke. Awoke? He didn't remember falling asleep. Fili was also asleep his head rested on his uncle's shoulder. Kili was still standing at the door. "How long has it been?"

Kili turned with a slight smile, "A watch change and twelve card games."

Thorin was pleased to see Kili's humor had returned, "Are you tired?" Thorin asked?

Kili shook his head. Thorin gazed skeptically, at his nephew as Kili yawned. "Well maybe a little," Kili admitted.

Carefully, Thorin laid Fili down on the cot. "Here lie next to your brother," Thorin indicated.

Kili hesitated, "I don't think…"

"What?" Thorin challenged. "I don't know of a more forgiving dwarf than your brother." Kili nodded in agreement. As he lied down next to Fili, Kili tangled his fist in his brother's golden locks before sleep claimed him.

* * *

Kili found himself back in the Master's Hall. Fili stood in the opposite corner. "Fili!" Kili cried, running towards his brother. He slid to a halt, when he heard his mother call him. He glanced around, finding her in the corner he had just come from. "Mum," he called, running back and embracing Dis.

"Kili!" Fili called. Kili turned back to his brother.

"Stay with me!" Dis implored, holding her son.

"Mum, we have to go to Fili."

"No, he's not my son," Dis replied, harshly.

"Yes, he is!" Kili struggled, "Let me go to him. Fili, come here!"

Fili shook his head sadly, "I can't.

"Yes, you can!" Kili screamed.

"He doesn't belong with us," Uncle Frerin said, grabbing Kili's arm.

"Yes, he does!" Kili screamed, "He's my brother."

"But we're your family," Uncle Frerin argued. "Stay with us, please."

"I-I can't," he struggled to get free. His uncle picked him up, hauling Kili away from his brother. "No! Let go!" Kili grabbed his uncle's hair and yanked.

"Argh!" he screamed, but Kili only yanked harder. "Kili! Let go!"

* * *

Kili woke with a jerk, sweat running down his face. In his fist he clenched Fili's hair. "Sorry," Kili apologized, letting go. "I-I had a bad dream."

His hair free, Fili sat up, shying away from Kili, "It's fine," he mumbled.

"Are you all right?" Thorin asked, standing over his nephews.

"Yeah," his nephews answered in unison. Kili smiled at Fili, but his brother stated at his knees.

Kili sighed, "Look, I'm sorry for what…"

"Hush!" Thorin ordered, staring towards the door and the sound of approaching footsteps.


	9. Chapter 9

Frerin appeared at the bars, shaking his head, "I turn my back and this is what you get yourself into? Really Thorin, I thought you had more sense than this." He stepped aside as a man unlocked the door. He smiled at Kili and Fili. As Thorin exited the cell, Frerin placed his hand on his older brother's shoulder. "You have some explaining to do," he hissed. Thorin was taken back by the venom in his brother's voice, but when he looked at Frerin, his younger brother wore his usual charming smile. The brothers said no more to each other as they made their way through Laketown escorted by a score of axe wielders. Frerin dropped his hand, jogging to catch up to Kili. Uncle and nephew soon had each other laughing heartily.

Fili dropped back to walk next to Thorin. Nudging his uncle Fili pointed to the Master, who stood glaring over the procession. Fili wondered if they had been released based on the force of arms, rather than the ransom the Master had been hoping for. But how did Frerin and his axe wielders come so quickly? He'd wait to ask Frerin once they were safely away. The company passed over the bridge; no one questioning the battle ready dwarves for passes. Upon reuniting with the rest of Frerin's force, four ponies were brought up. "Give the orders to march to Erebor," Frerin barked to a lieutenant, mounting his bay. Thorin mounted a grey pony, while Kili and Fili mounted the remaining ponies.

"Frerin," Thorin pulled up aside his brother, "Fili and I are not…"

"I have my orders," Frerin snapped, kicking his pony. Taking a deep breath and looking at his brother, he said, "Let's just get home and we'll sort this out."

"Erebor isn't safe for Fili," Thorin hissed, riding along side Frerin.

"I don't know what has gotten into you, but if you haven't noticed the world's not a safe place," Frerin retorted. "How far did you get? Do you think Mirkwood or the Misty Mountains or the lands of men to the south are any better?"

Thorin looked westward, "There are other dwarven settlements."

Frerin rolled his eyes. "Would you really give up Erebor and family to become a blacksmith or miner just so Blondie can get to know his father's side?" Frerin's eyes widened. "I mean Fili," he amended, quickly.

But Thorin's temper was flared. "If it means that _Fili_ can live a life free of prejudice and hate, then yes. He can't help the color of his hair."

Frerin snorted, "Do you really think that's why Father denies him the throne?"

"What do you mean?" Thorin asked dangerously.

"Well just look at our two nephews. Kili's the natural leader," Frerin argued. "He has charisma, courage, and daring—the traits of a true leader."

"Fili has twice the brains Kili has," Thorin contended. "A king should be cautious and reserved not reckless and vexatious."

"Cautious?" Frerin quipped. "Kili told me that Fili's even afraid of venturing into the plaza."

"Oh really," Thorin challenged, "Fili told me that Kili can't accomplish a basic assignment without his help." Fili and Kili rode behind in awkward silence; their uncles not realizing just how far their words carried. Kili glanced sideways at Fili. Had Fili really said that about him to Thorin? Sure Kili had casually remarked to Uncle Frerin that Fili feared the public square, but that had been true. Huffing Kili kicked his pony, catching up to his uncle's bay. Fili gazed sadly after his brother, before reining up along side his uncle's grey.

"Erebor doesn't need a king who…" Frerin stopped as his nephews rode up. Smiling, he greeted his nephews, "We should be back in Erebor by this evening, Lads"

"I told you," Thorin replied hotly, "Fili and I are not going back. Come, Fili," Thorin said, turning his grey.

Frerin held his left fist, instantly two dwarves drew up, one seized Fili's pony's bridle, while the other waited for Thorin to make his move. "And I told you," Frerin said sadly, "I have my orders, which are to return you all safely to Erebor."

"So we're _your_ prisoners then," Thorin challenged.

Frerin rolled his eyes, "You are so dramatic some times. Come on, Kili." Frerin, followed by Kili, rode ahead leaving Thorin and Fili with the two guards.

"We're not going anywhere," Thorin growled. The dwarf let go of Fili's bridle, but stayed along side. Thorin sighed, staring towards the Lonely Mountain.

Fili gazed westward towards Mirkwood and, beyond that, the Blue Mountains. He couldn't help but wonder what life would have been like there with his uncle and Kili. Since he was daydreaming, he pictured his mum and da there, as well. But then Dwalin's words resurfaced befuddling his reverie, as Fili tried reconciling his feelings for his parents with his new understanding. _You don't have any parents_, he reminded himself and turning his mind elsewhere. Glancing around, Fili noted the guards had moved off a small distance. It was probably an uncomfortable duty having to guard the crown prince and one's next king, Fili noted. Fili glanced at his uncle, then quickly ahead to Frerin and Kili. "Um…" Fili hesitated, "Kili and I…that is… We over heard you and Frerin talking—about us, that is."

Thorin gaped at his nephew. "Look Fili," he tried to explain, "Frerin and I, we were both angry…"

"Kili heard what you said I said about him." Fili sated at his reins. "I think he's angry with me…more angry, that is. I didn't mean it when I told you. I was frustrated and worried about what our tutors had been thinking," Fili rambled, trying to explain to his uncle and to himself why he would have said such a thing. Slumping in his saddle, he mumbled, "Not that any of it matters anymore."

Thorin's stomach churned. What had he done? Frerin's callousness had infuriated him. "I never…I didn't mean…" Thorin paused. "I betrayed your confidence and for that I deeply sorry." Fili nodded. Silence fell as the Lonely Mountain loomed towards them.

* * *

"I can't believe he said that about me," Kili fumed, as he rode alongside his uncle. "I don't…didn't need his help. It's not my fault he's more than willing to do both our assignments."

Frerin chuckled. "Kili," Frerin said seriously, "both Thorin and I were angry and may have said things we didn't mean."

"That doesn't change what Fili said," Kili replied. "Nor does it change the fact that he was willing to take off into the blue just because Thorin thought it was a good idea."

"Our brothers may be older," Frerin began, "but that doesn't mean they have our courage…or even our brains." He winked at his nephew.

Kili chuckled, "Or, apparently, our sense to keep out of trouble." Frerin threw back his head and laughed.

* * *

All too soon, for Fili and Thorin, the company reached Erebor. Fili stuck close to his uncle as they rode through the front gates. As the Durins dismounted, Frerin's aides led their ponies to the stables. Frerin leaned towards Thorin, "You're not going to make an awkward scene or anything, are you Nadad?" Thorin glared at his brother. Frerin held his hands up, "Just checking." The four dwarves made their way through the plaza and began the long ascent towards the palace.

Reaching the palace, a messenger approached, "The King awaits you in his personal lounge." Thorin noticed that the messenger had addressed Frerin. Frerin, walking aside Kili, led the way. Thorin place his hand on Fili, as they followed their brothers.

They found Thrain eating grapes, cheese and bread, as he sat in his overstuffed armchair. "I'm very disappointed in you, Thorin," Thrain scolded, not even looking up. "Do you have any idea what you almost cost us? If it had not been for your brother we would have been force to pay dearly." Thrain's voice rising as he continued. "Do you not know better than to go gallivanting about the countryside until someone decides to capture you and hold you for ransom? Do you not think of the inconvenience you've caused?"

"I did not intend…" Thorin began.

"Of course you didn't," Thrain interrupted. "I fear your training was not what it should have been. We'll just have to rectify the situation. For now, Frerin, you will act in the capacity of Crown Prince, while your brother relearns his place."

"But, what of Moria?!" Frerin protested.

"I'm sure you can find a suitable commander to lead he campaign," Thrain waved off.

"Khazadum was supposed to be my victory," Frerin objected.

"Erebor is in need of you more," Thrain maintained unmoved.

"Father…," Thorin tried again.

"Enough!" Thrain bellowed. "You are dismissed." Regaining his composure the king added, "I wish to speak to Frerin alone." Thorin and Fili turned to leave. Kili was about to follow, but Frerin held him back. When the door closed behind Thorin and Fili, Frerin boldly addressed the king, "Father, you know that I am loyal to you and wish only that which is best for Erebor." Thrain listened intrigued. Frerin took a deep breath and continued, "I wish for you to declare Kili son of Dis an heir to the throne." Kili gawked at his uncle.

"One of the runaways?" Thrain challenged.

"He was only demonstrating loyalty to Thorin and his brother, misguided as he now knows," Frerin explained. "But I do believe Kili worthy of the throne." Kili straightened, as Thrain studied him.

"What about his lack of a true beard?" Thrain pressed, impressed by his son's determination.

Frerin laughed. "I had not much more than peach fuzz myself at his age and now my beard is the envy of the Longbeards!" he bragged.

Thrain nodded, stroking his beard, thoughtfully. "Both of you come with me."


	10. Chapter 10

Thorin had wanted to see Fili back to his rooms, but Fili refused his offer. Thorin was sure Frerin's jibes were still fresh in his nephew's mind. Thorin drew out his pipe, settling down in front of the roaring fireplace, the servants having seen to it as though he had never left. Thorin needed a plan, worrying about his nephew's safety, more now than ever. At least Frerin was here to look after Kili. Frerin. Was Frerin falling to the same madness that had taken hold of Thrain? _Or have I gone mad? Fili and I against the world? _ Frustrated, he dumped his pipe out and went to bed.

* * *

Thrain retired to his chambers tired and exhausted as always. He tried pushing away the constant fog and stupor that haunted his mind. Now why had he yelled at Thorin? His grandsons had been there, how he longed for them. But this time he had fought back. Hadn't he taken Fili…no Kili…or was it Tili? Thrain shook his head, yearning for clarity. Kili, it had been Kili! Yes, he had reached out to his grandson and…Mahal! He had shown him the ring and Arkenstone. No! Thrain grasped his head, he had been sure he was fighting back, making amends to his family. What had he done? _The Maker save us all!_ Thrain prayed.

* * *

Kili woke early, careful not to disturb his brother. When he had come in the night before, he had found Fili fast asleep. His grandfather had taken him and Frerin and had shown them the king's ring and the Arkenstone—the two most powerful relics of Erebor. Upon entering the deserted Throne Room with just the king and Frerin, Kili had wished for his brother. But then Thrain handed him both the ring and stone and Kili had gained a clarity he had never experienced before. He had seen how allowing any weakness could lead to the fall of Erebor.

Kili dressed quickly, donning robes of silks and furs. He was to accompany Frerin on his royal duties in court. Glancing back once at his brother, Kili quietly left the room.

* * *

Frerin struggled into his own robes. Although bulkier, armor in some ways was simpler. Nothing tied or clasped unless it had an actual function. Finding two remaining straps that didn't go together, Frerin sighed and he shoved his feet into his boots. He couldn't believe the Axe Wielders were moving out without him. Fortunately, they had been performing a few covert operations along the Mirkwood border when Thorin had dragged their nephews on his little escapade. One of Frerin's spies had reported a company of three or four dwarves travelling south towards Laketown. Frerin had ordered they keep on eye on the company. _Good thing, too_, Frerin thought braiding his beard. All the terror of the battles he had fought could not compare to the fear that had clenched his heart when his spy reported that not only had the small company of dwarves been imprisoned by the oily Master of Laketown, but the dwarves captured were none other than his brother and nephews. Frerin had wanted to throttle Thorin. Maybe as part of Thorin's "relearning" he should spend sometime outside the safety of Erebor.

Examining himself in the mirror, Frerin smiled. He made a good general, but he was one handsome prince!

Frerin marched towards the states room, first business of the day, unfortunately was meeting with a few of Erebor's influential aristocrats. _Sigh!_ At least Kili would be there. Frerin quickened his pace, not wanting his poor nephew to arrive before he did. The aristocrats would roast Kili for sure.

* * *

Fili, after finding himself alone when he woke, went through his mundane routine—made quieter by Kili's absence. He had just settled down on the sofa with Balin's book when a knock came to the door. "Come in," Fili called, curiously.

Balin entered, toting a load of books. "Ah Fili," he greeted, "How did the campout go? Did you have everything you needed? Good. Good." Balin dumped his books on the desk. "I think it time to start studying current events. What do you know of the Goblin Wars?" Balin asked.

Confused Fili answered, "It occurred in the First Age between the Elves of Gondolin…"

"Not _that_ Goblin War," Balin clarified, "The Goblin _King_ War, I should say. Though most dwarrow just assume….well, never mind. What do you know?"

Fili shook his head, "Nothing."

Balin huffed, he couldn't help but wonder if Dis had tried sheltering her son from the truth; he hoped it was just an oversight. "What do you know of the Seven Fathers?"

"Aule created the Seven Fathers of the dwarves and taught them Khuzdul. He was impatient for the rise of elves and men. When Iluvatar confronted Aule, Aule offered his creations to him. The eldest Dwarven Father was, of course, Durin, our ancestor, Father of the Longbeards," Fili recited.

"Good, good. What do you know of the other Fathers?" Balin pressed.

Fili thought for a moment, "They each founded one of the other Seven Kingdoms."

"And what do you know of the Ironfists?" Balin asked. Fili shook his head.

"The youngest of the Fathers was fair of hair and skin. He founded the line of the Ironfists, also known as the Strawheads because of their blonde hair. The Ironfists lived in peace for many years with the Blacklocks—the line founded by the second youngest Father. However, the Blacklocks are a very wise and charismatic people. They made friends easily and traded well with the other two dwarven kingdoms of the Orocarni range. Envious of the longtime allies, the Ironfists began stirring up orcs and goblins to raid the Blacklocks' caravans and villages. When the actions of the Ironfists came to light, the other three kingdoms threw them out of their mountains. The Ironfists petitioned the line of Durin for help. We granted them leave to settle in the Misty Mountains—Khazad-dum having already been abandoned." Balin paused, studying Fili as Fili listened intently.

Balin continued, "About three hundred years ago the Ironfists, ever jealous of the other kingdoms, allied themselves with the Goblin King of the Misty Mountains. They declared war on the other dwarrows. The war was long and bloody with unrivaled atrocities committed by the Ironfists on our kind. The Line of Durin and its allies eventually triumphed, driving the goblins back into their mountains. But the surrender of the Ironfists was not enough for the other dwarves. They sought to wipe them from existence. However, the Broadbeams and Firebeards of the Blue Mountains took pity on the surviving Ironfists and took them in.

'For more than a century, no blonde dwarves were seen beyond the Blue Mountains. But about a hundred years ago, when drought and pillaging orcs ravaged the Ered Luin, Erebor and the Iron Hills took in the refugees. Some of the dwarves were blonde or had blonde children—reminders of the Goblin King War atrocities. The Iron Hills and Orocarni dwarves invoked slavery for the descendents of the Ironfists. Erebor's populace was far more tolerant, but its aristocracy was not. We allowed prejudice to dictate policy, until we too have enacted slavery," Balin finished sadly.

"That's why I was never declared an heir," Fili said. Balin nodded at him sadly. "Um…" Fili hesitated. "Hypothetically, what if Thorin declared me his heir?" Balin tilted his head studying his pupil. "I mean, there's no way I would be accepted as king is there?"

"Come with me," Balin said, rising. If Balin knew his cousin, Thorin had indeed declared Fili as his heir. Maybe just maybe, there was a way to reverse this great evil that had come upon them.

* * *

Thorin sat bored next to the scribe, as the poor scribe explained what he did. The scribe was a young dwarrow named Ori, probably not much older than his nephews. The King's assignment for Thorin that day was "relearning" the duties of scribes and other officers of the court. When Thrain, trailed by Thorin, had approached Ori and told him he was to teach the Crown Prince the duties of scribes, the poor scribe had squeaked.

"…I mean I know you probably know what I know…I mean I know you know more than I know, but…" the small scribe prattled on as he tried to balance informing the Crown Prince of a scribe's duties, all the while apologizing about doing it. Ori's trembling hands dropped the quill he was holding. As Ori bent over to retrieve the quill, his papers slipped. Thorin caught sight of a drawing. "S-sorry, about that," Ori grimaced.

"May I see that?" Thorin whispered, pointing to the picture.

"Oh…um…scribes don't draw…I mean I do…but," Ori stuttered. "I mean, I guess so." Ori handed the drawing to Thorin.

The picture was a drawing of Kili and Frerin, probably from sometime that morning. It appeared they were attending a reception of some kind. Drawn in gray, the two dwarves looked incredibly alike. The most notable difference was Frerin's braided beard. "You draw very well," Thorin replied quietly, handing the picture back.

"Thanks," Ori replied shyly.

Thorin looked up at approaching footsteps. Dwalin was storming towards them. Stopped just short of the stairs, Dwalin crossed his arms. "I knew I shouldn't 'ave left ya," he growled.

Thorin stood, Dwalin had always been an imposing figure, but sitting while he stood was down right daunting. Thorin stood, glancing around. "Not here," he hissed.

Dwalin studied his cousin. "Fine. I'll see ya for supper." Dwalin stormed off shaking his head. As he made his way out of the throne room and back down the stairs towards the public domain, he caught a glimpse of his brother walking with Fili. He quickened his steps, quickly catching up. "Now where are ya headed?" he asked Balin, tossing a smile to Fili.

"I don't see how that's any concern of yours, brother," Balin teased. "However, we are headed down to Miners Piazza."

"Really," Dwalin replied, "Mind if I come along?"

Fili smiled, but looked to his teacher. "Very well," Balin answered gruffly, "Just keep out of trouble and don't bash in any heads."

Dwalin leaned over Balin whispering so Fili couldn't hear, "Ya do have his pass don't ya?"

Balin rolled his eyes, "Of course. Not that we'll need it, especially with you along." Balin led the way, Fili falling into step next to him.

Dwalin walked on Fili's other side, clapping Fili's shoulder he asked, "When should we set up your weapons training?"

Fili looked away, "I lost my swords when we….when we were in Laketown."

"It's time you crafted your own swords, anyway," Dwalin replied. "Yer uncle invited me to supper, we'll discuss it then."

As the trio wound their way deeper into Erebor towards the mines, Fili was surprised. The dwarrow shops and homes were simpler, as were the dwarves' apparel. But what struck him the most were the smiles and greetings he received; no one glared or stared. Fili relaxed as he gazed around. Shopkeepers greeted customers, offering advice, as opposed to their counterparts in the Main Square who yelled in competition of each other, pushing their wares onto any who passed. Fili stopped in front of an inn or tavern of some kind. The smells wafting from it were unbelievably delectable. "I do believe its time for lunch," Balin hinted, leading the way into the inn. Dwalin and Fili followed.

The common room was cozy with a roaring fire in the fireplace. Dwarves sat at wooden tables laughing and eating. The dwarf behind the bar was the largest dwarf Fili had ever seen. He may have been as big around as he was tall with fiery red hair (even redder than Frerin's). The redheaded dwarf was talking to a dwarf with a floppy hat. The one with the hat must have said something hilarious, because the fat dwarf threw his head back and laughed. The dwarf with the hat smiled and turned on his stool. His eyes scanned the room, but stopped when they landed on Fili. The dwarf stopped smiling and stared at the blond dwarf. Fili dropped his eyes, as he followed Balin and Dwalin to an open table. Fili sat at the table, trying his best to ignore the gaping dwarf with the floppy hat. A waiter came and took their orders, as soon as the waiter moved off, the floppy-hatted dwarf made his way over, still staring at Fili. Smiling, he took off his hat. "I don't mean to be impertinent," the dwarf apologized, "but you are the spitting image of my cousin Fimur."


End file.
